A failing star (Helen Mirren) is faced with a life-style change when her rich husband (Brian Dennehey) suddenly dies while they are enroute to Italy. She then sets off in a series of flings with gigolos found for her by an aging countessa (Anne Bancroft). Each contact spirals further out of control until she becomes obsessed with one young man (Olivier Martinez), who initially treats her well, but then with disdain.